1. A corporation shall keep a copy of the following records at its principal office or with its custodian of records whose name and street address are available at the corporation’s registered office:
(a) A copy, certified by the Secretary of State, of its articles and all amendments thereto;
(b) A copy, certified by an officer of the corporation, of its bylaws and all amendments thereto; and
(c) If the corporation has members, a members’ ledger or a duplicate members’ ledger, revised annually, containing only the names, alphabetically arranged, of all persons who are members of the corporation, showing their places of residence, if known, and the class of membership held by each.
2. A corporation must maintain the records required by subsection 1 in written form or in another form capable of conversion into written form within a reasonable time.
3. A director or any person who has been a member of record of a corporation for at least 6 months, or at least 5 percent of the members of the corporation, upon at least 5 days’ written demand, is entitled to inspect in person or by agent or attorney, during usual business hours, the members’ ledger or duplicate ledger and to make copies therefrom. Every corporation that neglects or refuses to keep the members’ ledger or duplicate copy thereof open for inspection, as required by this subsection, shall forfeit to the State the sum of $25 for every day of such neglect or refusal.
4. If the records required by subsection 1 are not made available for inspection at a location within this State pursuant to a proper demand pursuant to subsection 3, the director or other person demanding the inspection may serve a demand upon the corporation’s registered agent that the records to be inspected be sent to the demanding director or other person or the agent or attorney thereof. Upon such a demand, the corporation shall send copies of the requested records required by subsection 1, either in paper or electronic form, to the director, other person, agent or attorney entitled to inspect the requested records within 10 business days after service of the demand upon the registered agent.
5. An inspection authorized by subsection 3 or 4 may be denied to a member or other person upon the refusal of the member or other person to furnish to the corporation an affidavit that the inspection is not desired for any purpose not relating to his or her interest as a member, including, but not limited to, those purposes set forth in subsection 6.
6. It is a defense to any action to enforce the provisions of this section or for charges, penalties or damages under this section that the person suing has used or intends to use the list for any of the following purposes:
(a) To solicit money or property from the members unless the money or property will be used solely to solicit the votes of members;
(b) For any commercial purpose or purpose in competition with the corporation;
(c) To sell to any person; or
(d) For any other purpose not related to his or her interest as a member.
7. This section does not impair the power or jurisdiction of any court to compel the production for examination of the books of a corporation in any proper case.
8. In every instance where an attorney or other agent of the director or member seeks the right of inspection, the demand must be accompanied by a power of attorney signed by the director or member authorizing the attorney or other agent to inspect on behalf of the director or member.
9. The right to copy records under subsection 3 includes, if reasonable, the right to make copies by photographic, xerographic or other means.
10. The corporation may impose a reasonable charge, covering costs of labor, materials and copies of any records provided to the member or director.
(Added to NRS by 1991, 1265; A 2003, 3124; 2015, 1285; 2019, 102)
Structure Nevada Revised Statutes
Chapter 82 - Nonprofit Corporations
NRS 82.011 - "Articles of incorporation" and "articles" defined.
NRS 82.016 - "Corporation" defined.
NRS 82.021 - "Corporation for public benefit" defined.
NRS 82.026 - "Directors" and "trustees" defined.
NRS 82.031 - "Member" defined.
NRS 82.034 - "Principal office" defined.
NRS 82.036 - "Receiver" defined.
NRS 82.041 - "Registered office" defined.
NRS 82.046 - Construction of chapter.
NRS 82.056 - Election of existing corporation to accept chapter: Eligibility; procedure.
NRS 82.061 - Election of existing corporation to accept chapter: Filing requirements; contents.
NRS 82.066 - Election of existing and expired corporation to accept chapter: Effect.
NRS 82.071 - Limitations on eligibility to organize under chapter.
NRS 82.076 - Effect of amendment or repeal of chapter; chapter is part of corporation’s charter.
NRS 82.086 - Articles of incorporation: Required provisions.
NRS 82.091 - Articles of incorporation: Optional provisions.
NRS 82.101 - Name of corporation: Reservation; injunctive relief.
NRS 82.111 - Commencement of corporate existence.
NRS 82.116 - Acceptable evidence of incorporation.
NRS 82.126 - Adoption and use of corporate seal or stamp.
NRS 82.136 - Restrictions: Issuance of stock; pecuniary gain of members; distributions.
NRS 82.196 - Board of directors or trustees: Number and qualifications of members.
NRS 82.201 - Board of directors or trustees: General powers.
NRS 82.206 - Committees of board of directors: Designation; powers; names; membership.
NRS 82.211 - Officers of corporation: Selection; terms; duties.
NRS 82.216 - Authority of directors and representatives of corporation.
NRS 82.236 - Transfer of membership.
NRS 82.241 - Personal liability of members; imposition of dues, assessments or fees.
NRS 82.251 - Expulsion of member; suspension or termination of membership.
NRS 82.256 - Purchase of membership by corporation.
NRS 82.266 - Place of members’, delegates’ and directors’ meetings.
NRS 82.276 - Consent of members in lieu of meeting; alternative means for participating at meeting.
NRS 82.281 - Actions at meetings not regularly called: Consent, ratification and approval.
NRS 82.286 - Election of directors and delegates; classification of directors.
NRS 82.291 - Meetings of members or delegates: Quorum.
NRS 82.296 - Directors: Removal; filling of vacancies.
NRS 82.301 - Effect of failure to elect director on designated day.
NRS 82.306 - Election of directors by order of court upon failure of regular election.
NRS 82.311 - Provisional director: Appointment; qualifications; rights and powers; removal.
NRS 82.321 - Members’ proxies.
NRS 82.326 - Action of members by written ballot in lieu of meeting.
NRS 82.331 - Cumulative voting.
NRS 82.336 - Delegates and members: Special meetings; notices.
NRS 82.341 - Waiver of notice.
NRS 82.346 - Amendment of articles before first meeting of directors.
NRS 82.351 - Amendment of articles: Scope of amendments.
NRS 82.356 - Amendment of articles: Procedure.
NRS 82.371 - Restatement of articles.
NRS 82.436 - Sale, lease or exchange of assets: Authority; procedure.
NRS 82.446 - Voluntary dissolution at request of members.
NRS 82.461 - Dissolved corporations: Duties of person appointed or authorized to act in liquidation.
NRS 82.466 - Reorganization under federal law.
NRS 82.476 - Receivers or trustees for insolvent corporations: Appointment; powers and duties.
NRS 82.481 - Authority of court to reconvey property back to or dissolve corporation.
NRS 82.486 - Involuntary dissolution: Authority and grounds for application.
NRS 82.496 - Involuntary dissolution: General powers of court.
NRS 82.501 - Limitation on time for creditors’ claims; notice to creditors.
NRS 82.506 - Presentation of creditors’ claims; examination of creditors and witnesses.
NRS 82.511 - Abatement of actions against receivers.
NRS 82.516 - Payment of creditors and distribution of surplus.
NRS 82.521 - Employees’ liens for wages.
NRS 82.5231 - Certificate of authorization to transact business.
NRS 82.5233 - Addresses of officers required; failure to file.
NRS 82.5236 - Defaulting corporations: Duties of Secretary of State.
NRS 82.5237 - Defaulting corporations: Conditions and procedure for reinstatement.
NRS 82.5239 - Defaulting corporations: Reinstatement or revival under old or new name; regulations.
NRS 82.525 - Form required for filing of records.
NRS 82.526 - Corporate records: Microfilming; imaging; return.
NRS 82.528 - Filing of records written in language other than English.
NRS 82.536 - Attorney General: Examination of corporate affairs; powers of enforcement.
NRS 82.546 - Renewal or revival of charter: Procedure; fee; certificate as evidence.